The prevalence of chronic pain in older adults is high, and prevalence increases with increasing age. Although adverse effects of pain on hedonic well-being (HWB) are well documented, there is less evidence that pain has a direct effect on aspects of eudaemonic well-being (EWB) such as autonomy and social satisfaction. Evidence suggests that some older adults with high physical pain nonetheless maintain high EWB, whereas others with low physical pain have low EWB. The present study tests a model in which qualities of the goal-directed and physical activities of older women determine whether and how pain affects EWB. When activity is externally motivated by guilt or control, pain will inhibit activity and activity will adversely affect EWB; when activity is autonomously motivated by interest or self-definition, pain will not inhibit activity and activity will enhance EWB. Furthermore, when activities are accorded more time, these effects will be stronger. A second aim tests effects of activity and EWB on biomarkers, including diurnal cortisol and inflammation as measured by interleukin-6 and its soluble receptor. A third aim will test these relationships controlling for individual differences in personality, genotype, fitness, and pain sensitivity. Oldr women (N = 300, aged 50-75) with varying levels of pain will be recruited from an existing registry to complete 7-day diary periods at 3-month intervals over 9 waves to test day-, wave-, and person-level relationships. Daily measures will include goal-directed and physical activities (including motivation for and time spent in the activities), cortisol slope, subjective health, pai, pain interference, HWB, and psychological need satisfaction as a measure of day-level EWB. Wave-level measures will include the Scales of Psychological Well-Being, HWB, interleukin-6, and interleukin-6 receptor. Person-level measures will include optimism, COMT polymorphism, VO2max, and sensory testing. Multi-level modeling will test for between-person and within-person relationships and lagged effects. The co-PIs bring expertise in pain, goals, well-being, and physiology to these aims and have successfully completed longitudinal studies of older adults and pain patients, including a diary study. The study will advance understanding of how a common, age-relevant experience - physical pain - affects EWB and physical health.